MEDIWARE INFORMATION SYSTEMS INC
10-Q, 2000-05-12
COMPUTER INTEGRATED SYSTEMS DESIGN
Previous: IDEXX LABORATORIES INC /DE, 10-Q, 2000-05-12
Next: AES CORPORATION, 8-A12B/A, 2000-05-12








                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q



     |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
                  For the quarterly period ended March 31, 2000

                                       OR

     | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
             For the transition period from _________ to __________.


                         Commission File Number: 1-10768



                       MEDIWARE INFORMATION SYSTEMS, INC.

             (Exact name of registrant as specified in its charter)



            New York                                               11-2209324
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

  1121 Old Walt Whitman Road
      Melville, New York                                              11747-3005
(Address of principal executive offices)                              (Zip Code)

                                 (631) 423-7800

               (Registrant's telephone number including area code)

- --------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by  Sections  13 or 15(d)  of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

As of May 5, 2000, there were 7,004,432 shares of Common Stock, $0.10 par value,
of the registrant outstanding.



<PAGE>



MEDIWARE INFORMATIONS SYSTEMS, INC.


                                   INDEX                                    Page

PART I   Financial Information

ITEM 1.  Financial Statements

         Consolidated Balance Sheets as of March 31, 2000
         (Unaudited) and June 30, 1999 (Audited)............................. 3

         Consolidated Statements of Operations
         for the three and nine months ended March 31, 2000 and
         1999 (Unaudited) .....................................................4

         Consolidated Statements of Cash Flows
         for the nine months ended March 31, 2000 and
         1999 (Unaudited)......................................................5

         Notes to Financial Statements.........................................6

         Independent Auditors' Report..........................................7

ITEM 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations...................................8


ITEM 3.  Quantitative and Qualitative Disclosures About Market Risk...........10


PART II  Other Information

ITEM 6.  Exhibits and Reports on Form 8-K.....................................10


Signature Page................................................................11


Exhibit 11

Schedule of Computation of Net Income  Loss) Per Share........................12

Exhibit 15

Letter of awareness from Richard A. Eisner & Company, LLP
dated May 12, 2000 concerning unaudited interim fnancial information..........13

Exhibit 27

Financial Data Schedule.......................................................14



                                       2
<PAGE>

               MEDIWARE INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                      (Amounts in thousands, except shares)

<TABLE>
<CAPTION>

                                                                               March 31,             June 30,
                                                                                 2000                  1999
                                                                               --------              --------
                                                                              (Unaudited)            (Audited)

<S>                                                                            <C>                   <C>
ASSETS
Current Assets
     Cash and cash equivalents                                                 $  3,810              $  3,556
     Accounts receivable (net of allowance of $1,031 at
      March 31, 2000 and $907 at June 30, 1999)                                   6,812                 8,361
     Inventories                                                                    189                   403
     Prepaid expenses and other current assets                                      605                   568
     Deferred tax asset                                                             721                   448
                                                                               --------              --------
        Total current assets                                                     12,137                13,336
                                                                               --------              --------

Fixed assets, net                                                                 2,042                 1,883
Capitalized software costs, net                                                   6,520                 4,289
Goodwill, net                                                                     5,946                 6,266
Purchased technology, net                                                         1,888                   448
Other long-term assets                                                              151                   126
                                                                               --------              --------
        Total Assets                                                           $ 28,684              $ 26,348
                                                                               ========              ========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
     Notes payable and current portion of long-term debt                       $  1,159              $  1,137
     Accounts payable                                                             1,485                 1,115
     Advances from customers                                                      6,019                 5,347
     Accrued expenses and other current liabilities                               3,435                 2,554
                                                                               --------              --------
        Total current liabilities                                                12,098                10,153

Other long-term liabilities                                                          74                   279
                                                                               --------              --------
        Total liabilities                                                        12,172                10,432
                                                                               --------              --------

Stockholders' Equity
     Preferred stock, $.01 par value; authorized 10,000,000
      shares; none issued or outstanding                                             --                    --
     Common stock, $.10 par value; authorized 12,000,000
      shares; issued and outstanding; 7,004,000 shares at
      March 31, 2000 and 6,146,000 at June 30, 1999                                 701                   615
     Additional paid-in capital                                                  22,363                21,421
     Accumulated deficit                                                         (6,517)               (6,107)
     Unearned compensation                                                            -                   (11)
     Accumulated other comprehensive (loss)                                         (35)                   (2)

        Total stockholders' equity                                               16,512                15,916
                                                                               --------              --------
        Total Liabilities and Stockholders' Equity                             $ 28,684              $ 26,348
                                                                               ========              ========
</TABLE>




                 See Notes to Consolidated Financial Statements.




                                       3
<PAGE>

               MEDIWARE INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                (Amounts in thousands, except per share amounts)

<TABLE>
<CAPTION>


                                                                              Three Months Ended             Nine Months Ended
                                                                                   March 31,                      March 31,
                                                                           ------------------------        -------------------------
                                                                             2000            1999            2000            1999
                                                                           --------        --------        --------        --------

<S>                                                                        <C>             <C>             <C>             <C>
Revenues
      System sales                                                         $  1,913        $  3,285        $  6,297        $  9,246
      Services                                                                4,376           4,015          14,050          11,117
                                                                           --------        --------        --------        --------
         Total revenues                                                       6,289           7,300          20,347          20,363
                                                                           --------        --------        --------        --------

Cost and Expenses
      Cost of systems                                                           719           1,080           2,275           2,897
      Cost of services                                                        2,034           1,030           5,133           3,023
      Purchased research and development                                         --              --              --           4,553
      Software development costs                                              1,428             859           3,539           2,380
      Selling, general and administrative                                     4,042           3,174          10,121           8,837
                                                                           --------        --------        --------        --------
         Total costs and expenses                                             8,223           6,143          21,068          21,690
                                                                           --------        --------        --------        --------

         Operating income (loss)                                             (1,934)          1,157            (721)         (1,327)

Interest and other income                                                        21              20              80              90
Interest (expense)                                                              (12)            (37)            (42)           (143)
                                                                           --------        --------        --------        --------
      Earnings (loss) before provision for income taxes                      (1,925)          1,140            (683)         (1,380)
Benefit (provision)for income taxes                                             721            (172)            273            (477)
                                                                           --------        --------        --------        --------

         Net Earnings (Loss)                                                 (1,204)            968            (410)         (1,857)
                                                                           --------        --------        --------        --------

Other Comprehensive Income, net of tax
      Foreign currency translation adjustment                                    (7)            (16)            (33)             --
                                                                           --------        --------        --------        --------

         Comprehensive Income (Loss)                                       $ (1,211)       $    952        $   (443)       $ (1,857)
                                                                           ========        ========        ========        ========

Earnings (Loss) Per Common Share
      Basic                                                                $  (0.17)       $   0.16        $  (0.06)       $  (0.32)
                                                                           ========        ========        ========        ========

      Diluted                                                              $  (0.17)       $   0.14        $  (0.06)       $  (0.32)
                                                                           ========        ========        ========        ========

Weighted Average Common Shares Outstanding
      Basic                                                                   7,004           6,049           6,505           5,840
                                                                           ========        ========        ========        ========

      Diluted                                                                 7,004           7,120           6,505           5,840
                                                                           ========        ========        ========        ========

</TABLE>


                 See Notes to Consolidated Financial Statements.

                                       4
<PAGE>



               MEDIWARE INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                             (Amounts in thousands)

<TABLE>
<CAPTION>



                                                                                        Nine Months Ended March 31,
                                                                                        -------------------------
                                                                                          2000             1999
                                                                                         -------          -------

<S>                                                                                      <C>              <C>
Cash Flows From Operating Activities
    Net earnings (loss)                                                                  $  (410)         $(1,857)
    Adjustments to reconcile net earnings (loss) to
     net cash provided by operating activities:
       Depreciation and amortization                                                       1,696            1,339
       Write-off of acquired research and development                                         --            4,553
       Deferred tax assets                                                                  (273)              --
       Shares issued to directors                                                             75               50
       Compensatory stock options                                                             11               30
       Provision for doubtful accounts                                                       447               15
    Changes in operating assets and liabilities:
       Accounts receivable                                                                 1,102           (1,067)
       Inventories                                                                           214             (107)
       Prepaid and other                                                                     (62)            (431)
       Accounts payable, accrued expenses and
        customer advances                                                                  1,890            1,769
                                                                                         -------          -------
    Net cash provided by operating activities                                              4,690            4,294
                                                                                         -------          -------

Cash Flows From Investing Activities
    Acquisition of fixed assets                                                             (542)            (969)
    Capitalized software costs                                                            (3,123)          (1,437)
    Acquisition of technology                                                             (1,541)               -
    Acquisition of Informedics                                                                 -              653
                                                                                         -------          -------
    Net cash used in investing activities                                                 (5,206)          (1,753)
                                                                                         -------          -------

Cash Flows From Financing Activities
    Principal payments of long-term debt and
     capitalized leases                                                                     (150)          (3,750)
    Proceeds from exercise of options and warrants                                           953              202
                                                                                         -------          -------
    Net cash provided by (used in) financing activities                                      803           (3,548)
                                                                                         -------          -------

    Foreign currency translation adjustments                                                 (33)             (16)
                                                                                         -------          -------

    Net Increase (Decrease) in Cash and Cash Equivalents                                     254           (1,023)

    Cash and cash equivalents at beginning of period                                       3,556            4,681

                                                                                         -------          -------
    Cash and cash equivalents at end of period                                           $ 3,810          $ 3,658
                                                                                         =======          =======


Supplemental  disclosures of cash flow information:  Cash paid during the period
    for:
      Interest                                                                           $   111          $   143
      Income Taxes                                                                       $   127          $    71
    Non-cash investing activities:
      Accounts payable related to purchase of technology                                 $   375          $     -


</TABLE>




                 See Notes to Consolidated Financial Statements.

                                       5
<PAGE>





              MEDIWARE INFORMATION SYSTEMS, INC., AND SUBSIDIARIES
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


1.       FINANCIAL STATEMENTS


In the opinion of management, the accompanying unaudited, consolidated financial
statements  contain all  adjustments  necessary to present  fairly the financial
position of the Company  and its  results of  operations  and cash flows for the
interim  periods  presented.  These  financial  statements  should  be  read  in
conjunction with the Company's audited  financial  statements for the year ended
June 30, 1999 included in the Company's annual report filed on Form 10-KSB.

The results of operations for the three and nine months ended March 31, 2000 are
not  necessarily  indicative of the results to be expected for the entire fiscal
year.

2.       EARNINGS (LOSS) PER SHARE

Basic earnings per share have been computed using the weighted average number of
shares of common stock of the Company outstanding for each period presented. For
the three months ended March 31, 1999, the dilutive  effect of stock options and
other  common  stock  equivalents  is  included  in the  calculation  of diluted
earnings per share using the  treasury  stock  method.  For the three months and
nine  months  ended March 31, 2000 and the three  months  ended March 31,  1999,
common stock  equivalents  are not included in the calculation of loss per share
as the effect would be anti-dilutive.

3.       ACQUISITION OF SOFTWARE LICENSE

In  November  1999,  the  Company  acquired  the  rights  to  LifeTrak  (TM),  a
comprehensive  donor blood center software  package from Carter  BloodCare.  The
purchase price aggregated  $1,500,000,  including $750,000 paid upon delivery of
the product,  and  installments of $375,000 due upon clearance by the FDA of the
Donor  system and on June 30,  2000.  The Company  also  entered  into a license
agreement granting Carter BloodCare the right to continue use of the software in
their blood center and laboratory facilities, and providing for royalty payments
to Carter  BloodCare  by the Company in an amount  equivalent  to 5% of LifeTrak
(TM) software sales for a five-year term.  Software was capitalized as purchased
technology which is being amortized over its expected useful life of five years.


4.       RELATED PARTY TRANSACTIONS

During the nine  months  ended  March 31,  2000,  the  Chairman  of the  Company
exercised a total of 674,695 stock warrants and 15,000 stock options for a total
exercise price of $513,369, increasing his ownership to 14.9% of the outstanding
stock of the  Company,  as  computed  under  Rule  13d-3 of the  Securities  and
Exchange  Commission.  The warrants exercised were issued in connection with the
fiscal 1995 bridge financing at an exercise price of $272,500 for 545,000 shares
and  $162,119  for  129,695  shares.  The stock  options  were  exercised  at an
aggregate price of $78,750 and were granted as  compensation  for service as the
Chairman of the Board.


                                       6
<PAGE>



INDEPENDENT ACCOUNTANTS' REPORT


To The Board of Directors and Stockholders of
Mediware Information Systems, Inc.


We have  reviewed  the  accompanying  consolidated  balance  sheet  of  Mediware
Information Systems,  Inc. and subsidiaries as of March 31, 2000 and the related
consolidated  statements of income,  stockholders' equity and cash flows for the
three-month and nine-month  periods then ended.  These financial  statements are
the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the accompanying  March 31, 2000 financial  statements for them to be
in conformity with generally accepted accounting principles.

We previously audited, in accordance with generally accepted auditing standards,
the consolidated balance sheet as of June 30, 1999, and the related consolidated
statements  of  income,  stockholders'  equity  and cash flows for the year then
ended (not  presented  herein),  and in our report dated  September 24, 1999, we
expressed an unqualified opinion on those consolidated financial statements.  In
our opinion, the information set forth in the accompanying  consolidated balance
sheet as of June 30, 1999, is fairly stated in all material respects in relation
to the consolidated balance sheet from which it has been derived.


Richard A. Eisner & Company, LLP


May 9, 2000


                                       7
<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS

Forward-Looking Statements

Certain   statements  made  in  or   incorporated   into  this  10-Q  constitute
"forward-looking"  statements  within  the  meaning  of the  Private  Securities
Litigation Reform Act of 1995, as the same may be amended from time to time (the
"Act") and in releases made by the SEC from time to time.  Such  forward-looking
statements  are not based on  historical  facts and  involve  known and  unknown
risks, uncertainties and other factors which may cause the actual results of the
Company to be materially  different from any future results expressed or implied
by such forward-looking  statements.  These risks and uncertainties include: (i)
fluctuations  in  quarterly  operating  results,  (ii)  reliance  on third party
software, (iii) dependence on third party marketing relationships,  (iv) changes
in  the  healthcare  industry,  (v)  significant  competition  and  the  markets
acceptance of the Company's  products,  (vi) the Company's ability to manage its
rapid growth, (vii) the effects of government regulations on the Company, (viii)
product related liabilities,  (ix) delays in product development or installation
(xi) risks  associated with system errors and warranties.  Amplification of such
risks may be found in the  "Management's  Discussion  and  Analysis of Financial
Condition and Results of Operations"  section of the Company's  Annual Report on
Form 10-KSB for the fiscal year ended June 30, 1999. The Company does not intend
to update publicly any forward-looking statements.

Results of Operations

Total Company  revenues  decreased by 13.8% or  $1,011,000  for the three months
ended March 31, 2000. Revenues for the nine months ended March 31, 2000 compared
to the same period one year ago decreased by $16,000. For the quarter and fiscal
year to date revenue,  increases in our other divisions were primarily offset by
flat or declining revenues in the Pharmacy division.

System sales  decreased  41.8% or  $1,372,000  and 31.9% or  $2,949,000  for the
quarter and year to date  periods  compared to fiscal 1999. A decrease in system
sales  occurred  in all  divisions  and related  primarily  to a decrease in new
business  in the nine months  ended March 31,  2000.  The Company  believes  the
system  sales were  negatively  impacted by clients not  initiating  or delaying
purchasing  new  systems  due to their  focus on  preparing  for Year 2000,  and
additionally,  by delays  experienced  in the delivery of new product  releases.
Management  believes  that  interest in new system  purchases has increased as a
result of the passing of Y2K;  however,  there can be no assurances  that system
sales  will  rebound  to  levels  experienced  prior  to the  publicly  reported
industry-wide Y2K slowdown.

Service revenues which includes recurring  support,  implementation and training
services  increased  9.0% or $361,000  for the quarter  ended March 31, 2000 and
26.4% or  $2,933,000  for the nine months ended  compared to the same periods in
fiscal year 1999.  The increase in service  revenues  related to  implementation
services performed in all divisions  primarily driven by Year 2000 preparations.
Additionally,  recurring support revenue growth was approximately 6.0% and 13.0%
for the quarter and nine months ended March 31, 2000.

Cost of systems includes the cost of computer hardware and sublicensed  software
purchased from computer and software manufacturers by the Company as part of its
complete system offering.  Cost of systems decreased 33.4% or $361,000 and 21.5%
or $622,000 for the quarter and nine months  ended March 31, 2000  respectively.
This  decrease in cost of systems was due to the decrease in system  sales.  The
gross margin on system sales for the quarter  decreased 4.7 points to 62.4% from
67.1%.  The quarter  results were  consistent with a 4.8 point decrease to 63.9%
from 68.7% for the nine months  ended  March 31,  2000.  The  decrease in margin
primarily  related to a


                                       8
<PAGE>

decrease in licensed software sales and a higher mix of low margin product, such
as hardware and third party software, sold in preparation for Year 2000.

Cost of services  includes the salaries of client service  personnel and cost of
client  maintenance,  along with the direct client service department  expenses.
Cost of services  increased  97.5% or $1,004,000 and 69.8% or $2,110,000 for the
quarter and nine months ended March 31, 2000, respectively.  The gross margin on
service  revenue  decreased  20.8 points to 53.5% from 74.3%,  and 4.8 points to
63.5%  from  68.7%  for the  quarter  and  nine  months  ended  March  31,  2000
respectively.  The  increase in service  costs and  decrease in margin  resulted
primarily from increased technical field implementation and support staff in the
Pharmacy and Blood Bank divisions to respond to implementation  backlog and Year
2000 implementation obligations.

Software development costs include salaries, consulting,  documentation,  office
and  other  related  expenses   incurred  in  product   development  along  with
amortization of software development costs. Software development costs increased
66.2% or  $569,000  for the quarter to  $1,428,000  and 48.7% or  $1,159,000  to
$3,539,000  for the nine months  ended March 31, 2000  compared to $859,000  and
$2,380,000  for the same  periods  last year.  Total  expenditures  for software
development,   including  both  capitalized  and  non-capitalized  portions  and
excluding  capitalized  software  amortization  were  $2,338,000 and $5,671,000,
respectively,  for the three and nine months  ended  March 31, 2000  compared to
$1,154,000 and $3,197,000 in fiscal 1999.  The increased  spending  reflects the
Company's commitment to development in all divisions, with significant investing
in new  products  and  functionality  in the Blood Bank  division,  including  a
Windows  client/server  product,  instrument  interfaces,  ISBT 128  bar-coding,
LifeTrak(TM)  testing module;  the Pharmacy divisions WORx product offerings and
to a lesser degree, development to the Operating Room Division's PCMWin, Windows
client/server line of products.

Selling,  general and  administrative  expenses  increased 27.3% or $868,000 and
14.5% or  $1,284,000  for the quarter and nine months ended March 31, 2000.  The
increase  primarily  related to approximately  $732,000 of charges for severance
expense and related professional  expenses for changes in management  positions,
increased  professional  fees, and an increase to the reserve for bad debts. The
increase is also  reflective of the  establishment  of a sales team dedicated to
the Operating  Room product  line,  expenses  associated  with the LifeTrak (TM)
acquisition  as well as the inclusion of a full nine months of operations of the
Informedics product center.

Net loss for the  quarter  was  $1,204,000  or basic  loss per  share of  $0.17,
compared to net earnings of $968,000 or diluted earnings per share of $0.14. The
net loss for the nine months ended March 31, 2000 was $410,000 or basic loss per
share of  $0.06,  compared  to a net  loss of  $1,857,000  (net of a  charge  of
$4,553,000 for purchased  research and  development)  or basic loss per share of
$0.32 for the same period fiscal year 1999.


Capital Resources and Liquidity

As of March 31, 2000,  the Company had cash and cash  equivalents of $3,810,000,
an  increase of $254,000  from the fiscal  year end June 30,  1999.  The Company
generated  net cash from  operations  of $4,690,000  and  $4,294,000  during the
nine-month periods ended March 31, 2000 and 1999, respectively.

The Company expended  $5,206,000 and $1,753,000 for investing  activities during
the nine-month period ended March 31, 2000 and 1999, respectively. The principal
uses of cash  for  investing  activities  during  the  current  period  included
investments in product development and fixed assets, and payment of


                                       9
<PAGE>

$1,075,000  towards the  purchase of the  LifeTrak  (TM) blood  center  software
package and fixed  assets.  The balance of $375,000 is payable at June 30, 2000.
During the nine month period ended March 31, 2000, the Company spent $542,000 on
other fixed  assets for  equipment  and  software to  accommodate  increases  in
employees and other fixed assets for a Dallas,  Texas  location,  upgrading aged
systems and for use in product  development.  For the same nine-month  period in
1999, fixed asset purchases of $969,000 primarily related to the Pharmacy office
relocation  and expansion of  facilities.  The Company  capitalized  new product
development  of $3,123,000  and  $1,437,000 for the periods ended March 31, 2000
and 1999,  respectively.  The Company  plans to expend  funds in  continuing  to
enhance its products and invest in its next generation information systems.

Cash  receipts  from  financing  activities  for the period ended March 31, 2000
related to the exercise of options and warrants,  which  aggregated to $953,000.
Cash used in financing  activities for the period ended March 31, 2000 include a
repayment of $100,000 of notes to a director  and  repayment of $50,000 of notes
to a non-affiliate. Cash used in financing activities for the period ended March
31, 1999 related to the repayment of a promissory  note issued to IHS as part of
the purchase price for the Pharmakon and JAC  operations.  During the nine month
period ended March 31, 2000, the Company received  $953,000 upon the exercise by
the Chairman of the Board of Directors and others of stock options and warrants.

In the absence of  acquisitions  of products or companies,  management  believes
that existing  funds and cash generated  from  operations  will be sufficient to
meet operating  requirements through at least March 31, 2001. However, there can
be no  assurances  the Company  will  continue to operate at current cash levels
long-term,  and it may be necessary to seek financial  arrangements  to continue
the plan of significant  investments  into the Company's core product lines. The
Company's  liquidity  is  influenced  by the  Company's  ability to perform in a
competitive  industry  that  was  impacted  by  Y2K-readiness  concerns  and the
deferral of purchases and implementations of systems.



ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

For a discussion of quantitative and qualitative disclosures about market risks,
please see the Management's  Discussion and Analysis of Financial  Condition and
Results of Operations  section of the Company's Annual Report on Form 10-KSB for
the fiscal year ended June 30, 1999.


PART II  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a).     Exhibits

Exhibit 11.  Schedule of Computation of Net Income (Loss) Per Share

Exhibit 15.  Letter of awareness from Richard A. Eisner & Company, LLP dated May
             12, 2000 concerning unaudited interim fnancial information.

Exhibit 27.  Financial Data Schedule

(b).          Reports on Form 8-K

No reports on Form 8-K were filed by the Company  during the quarter ended March
31, 2000.



                                       10
<PAGE>

                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                             MEDIWARE INFORMATION SYSTEMS, INC.

                                       (Registrant)

May 12, 2000                 /s/ Michael Montgomery
                             ----------------------
   (Date)                        Michael Montgomery
                                 President, Director and Chief Executive Officer



May 12, 2000                 /s/ Kerry Robison
                             ----------------------
   (Date)                        Kerry Robison
                                 Chief Financial and Accounting Officer





                                       11




               MEDIWARE INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
             SCHEDULE OF COMPUTATION OF NET INCOME (LOSS) PER SHARE
                                   (Unaudited)



<TABLE>
<CAPTION>

                                                                                                                         EXHIBIT 11


                                                                Three Months Ended March 31,         Nine Months Ended March 31,
                                                                ------------------------------       ------------------------------
                                                                   2000                1999              2000               1999
                                                                -----------        -----------       -----------        -----------

<S>                                                             <C>                <C>               <C>                <C>
Basic Earnings (Loss) Per Share

      Net earnings (loss)                                       $(1,204,000)       $   968,000       $  (410,000)       $(1,857,000)

      Weighted-average shares:
        Outstanding                                               7,004,000          6,049,000         6,505,000          5,840,000
                                                                -----------        -----------       -----------        -----------

         Basic Earnings (Loss) Per Share                        $     (0.17)       $      0.16       $     (0.06)       $     (0.32)
                                                                ===========        ===========       ===========        ===========


Diluted Earnings (Loss) Per Share

      Net earnings (loss)                                       $(1,204,000)       $   968,000       $  (410,000)       $(1,857,000)

      Weighted-average shares:
        Outstanding                                               7,004,000          6,049,000         6,505,000          5,840,000
        Options and Warrants                                              -          1,071,000                 -                  -
                                                                -----------        -----------       -----------        -----------
                                                                  7,004,000          7,120,000         6,505,000          5,840,000
                                                                -----------        -----------       -----------        -----------

         Diluted Earnings (Loss) Per Share                      $     (0.17)       $      0.14       $     (0.06)       $     (0.32)
                                                                ===========        ===========       ===========        ===========

</TABLE>
                                                                12

                                                                      EXHIBIT 15


To the Directors and Shareholders of
Mediware Information Systems, Inc.


We have made a review, in accordance with standards  established by the American
Institute of Certified Public  Accountants,  of the unaudited  interim condensed
consolidated  financial  information of Mediware Information  Systems,  Inc. and
subsidiaries  as of March 31, 2000 and for the three and nine month periods then
ended, as indicated in our report dated May 9, 2000;  because we did not perform
an audit, we expressed no opinion on that information.

We are aware that our report, which is included in your Quarterly Report on Form
10-Q for the quarter ended March 31, 2000, is  incorporated  by reference in the
Registration Statement on Form S-8 (No. 333-07591).

We are also aware that the aforementioned report,  pursuant to Rule 436(c) under
the  Securities  Act of  1933,  is not  considered  a part  of the  Registration
Statement  prepared  or  certified  by an  accountant  or a report  prepared  or
certified by an accountant within the meaning of Sections 7 and 11 of the Act.


Richard A. Eisner & Company, LLP

New York, New York
May 12, 2000


<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL  INFORMATION  EXTRACTED FROM MEDIWARE'S
QUARTERLY REPORT TO SHAREHOLDERS FOR THE NINE MONTHS ENDED MARCH 31, 2000 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER>                                   1,000

<S>                            <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                           JUN-30-2000
<PERIOD-START>                              JUL-01-1999
<PERIOD-END>                                MAR-31-2000
<CASH>                                            3,810
<SECURITIES>                                          0
<RECEIVABLES>                                     6,812
<ALLOWANCES>                                      1,031
<INVENTORY>                                         189
<CURRENT-ASSETS>                                 12,137
<PP&E>                                            2,042
<DEPRECIATION>                                    2,836
<TOTAL-ASSETS>                                   28,684
<CURRENT-LIABILITIES>                            12,098
<BONDS>                                              74
                                 0
                                           0
<COMMON>                                            701
<OTHER-SE>                                       15,811
<TOTAL-LIABILITY-AND-EQUITY>                     28,684
<SALES>                                          20,347
<TOTAL-REVENUES>                                 20,347
<CGS>                                             7,408
<TOTAL-COSTS>                                    21,068
<OTHER-EXPENSES>                                      0
<LOSS-PROVISION>                                    447
<INTEREST-EXPENSE>                                   42
<INCOME-PRETAX>                                    (683)
<INCOME-TAX>                                       (273)
<INCOME-CONTINUING>                                (410)
<DISCONTINUED>                                        0
<EXTRAORDINARY>                                       0
<CHANGES>                                             0
<NET-INCOME>                                       (443)
<EPS-BASIC>                                        (.06)
<EPS-DILUTED>                                      (.06)



</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission